Market Overview

Pacific Drilling Announces Second-Quarter 2018 Results

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Pacific Drilling S.A. (OTC:PACDQ) today reported results for the second
quarter of 2018. Net loss for the second-quarter 2018 was $103.7 million
or $4.86 per diluted share, compared to net loss of $96.1 million or
$4.50 per diluted share for the first-quarter 2018, and net loss of
$138.1 million or $6.48 per diluted share for second-quarter 2017.

Pacific Drilling CEO Paul Reese commented, "This quarter we continued to
provide outstanding operational services to our clients, delivering
revenue efficiency of 98.7 percent. Our strong operating results have
been recognized by clients as we successfully secure new work for our
high-specification, deepwater drillship fleet. Petronas recently
exercised its option to contract Pacific Santa Ana for an
additional year of work commencing in mid-2019. In addition, we have a
letter of intent from Eni for Pacific Bora to work in Nigeria, as
well as two letters of award for drilling services in the U.S. Gulf of
Mexico for Pacific Khamsin and Pacific Meltem."

Update on Financial Restructuring under the
Protection of Chapter 11

On July 31, 2018, Pacific Drilling filed a plan of reorganization in our
Chapter 11 proceedings (the "Plan") based on a proposal presented to our
Board of Directors by an ad hoc group of our secured creditors
(collectively, the "Ad Hoc Group").

Pursuant to the Plan, we expect to raise $1.5 billion of new capital
comprised of $1.0 billion in a combination of first and second lien
secured notes and $500.0 million of equity. Under the Plan, existing
holders of Pacific Drilling common shares would receive no recovery.

The Plan was developed over the course of comprehensive mediation
discussions between Pacific Drilling's Board of Directors and our
stakeholders. The Plan will strengthen Pacific Drilling's balance sheet
by reducing its leverage and delivering a substantial amount of new
capital. Upon consummation of the Plan, Pacific Drilling's cash position
will be significantly enhanced, and we will be in a much stronger
financial position to take advantage of our dedicated,
high-specification deepwater drillship fleet in anticipation of an
improving market for offshore drilling services.

On August 10, 2018, we filed motions with the Bankruptcy Court
requesting (i) an order authorizing us to enter into a commitment letter
and related agreements relating to the offering of the new first and
second lien notes and incur and pay certain related fees and/or
premiums, indemnities, costs and expenses; and (ii) approval of the
Disclosure Statement.

However, on August 10, 2018, the Bankruptcy Court entered an order
requiring our majority shareholder, Quantum Pacific (Gibraltar) Limited
and potential co-investors (collectively, the "QP Group"), the Ad Hoc
Group and Pacific Drilling to participate in additional mediation
through August 24, 2018 in order to explore the possibility for the QP
Group and the Ad Hoc Group to reach agreement on a consensual plan.

The Plan comprises a balance sheet restructuring that will provide
stronger support for our operations. Additionally, upon consummation of
the Plan, we expect to pay all unsecured trade claims in full.
Consummation of the Plan is subject to bankruptcy court approval,
completion of the anticipated financing transactions and other customary
conditions.

Second-Quarter 2018 Operational and Financial
Commentary

Second-quarter 2018 contract drilling revenue was $66.6 million, which
included $5.9 million of deferred revenue amortization. This compared to
first-quarter 2018 contract drilling revenue of $82.1 million, which
included $6.2 million of deferred revenue amortization. The decrease in
revenue resulted primarily from a lower number of days under contract
for the Pacific Santa Ana and the Pacific Bora.

During the second quarter, the Pacific Drilling operating fleet of
drillships achieved rig-related revenue efficiency averaging 98.7%.
Including unpaid downtime related to integrated services on the Pacific
Santa Ana
, our revenue efficiency averaged 97.2% for the second
quarter.

Operating expenses were $56.0 million compared to $64.4 million in the
first-quarter 2018. The decrease in operating expenses was primarily the
result of Pacific Santa Ana completing its contract on May 7,
2018. Additionally, idle costs were reduced as three of our drillships
in Las Palmas achieved a full quarter of modified smart-stack status
cost savings. The daily average per rig costs of the modified
smart-stacked drillships were less than $8,000.

Second-quarter 2018 general and administrative expenses were $12.9
million compared to $17.2 million for the first-quarter 2018. Excluding
certain legal and financial advisory fees, corporate overhead expenses(a)
for the second-quarter 2018 were $11.3 million, compared to $11.6
million for the first-quarter 2018.

Adjusted EBITDA(b) for the second-quarter 2018 was $(2.5)
million, compared to $1.1 million in the first-quarter 2018.

Interest expense for the second-quarter 2018 was $17.2 million, as
compared to $14.9 million for the first quarter 2018, primarily due to
higher interest rates on our variable rate debt and accruing interest at
the default rate on the Revolving Credit Facility after reaching its
schedule maturity in June 2018. We are not accruing interest expense
subsequent to the Petition Date for the 2017 Senior Secured Notes, the
2020 Senior Secured Notes and the Senior Secured Term Loan B, as we
believe this interest is not probable of being treated as an allowable
claim in the Chapter 11 proceedings.

Income tax expense for the second-quarter 2018 was $0.5 million,
compared to $0.3 million for the first-quarter 2018.

For the second-quarter 2018, cash flow from operations was $(26.7)
million. Cash balances, including $8.5 million in restricted cash,
totaled $239.4 million as of June 30, 2018.

Additional information about our Chapter 11 proceedings, including our
plan of reorganization, can be found (i) in the Company's Form 20-F
containing our annual report for the period ended December 31, 2017 as
filed with the SEC, (ii) other documents available on the Company's
website at www.pacificdrilling.com/investor-relations/sec-filings,
and www.pacificdrilling.com/restructuring
and (iii) via the Company's restructuring information line at +1
866-396-3566 (Toll Free) or +1 646-795-6175 (International Number).

The Company intends to continue to file quarterly and annual reports
with the SEC, which will also be available on the Company's website. The
Company will not be holding an earnings conference call this quarter.

Footnotes

(a) Corporate overhead expenses is a non-GAAP (U.S. generally accepted
accounting principles) financial measure. For a definition of corporate
overhead expenses and a reconciliation to general and administrative
expenses, please refer to the schedule included in this release.

(b) EBITDA and Adjusted EBITDA are non-GAAP financial measures. For a
definition of EBITDA and Adjusted EBITDA and a reconciliation to net
income, please refer to the schedule included in this release.
Management uses this operational metric to track company results and
believes that this measure provides additional information that
highlights the impact of our operating efficiency as well as the
operating and support costs incurred in achieving the revenue
performance.

About Pacific Drilling

With its best-in-class drillships and highly experienced team, Pacific
Drilling is committed to becoming the industry's preferred
high-specification, deepwater drilling contractor. Pacific Drilling's
fleet of seven drillships represents one of the youngest and most
technologically advanced fleets in the world. Pacific Drilling has
principal offices in Luxembourg and Houston. For more information about
Pacific Drilling, including our current Fleet Status, please visit our
website at www.pacificdrilling.com.

Forward-Looking Statements

Certain statements and information contained herein constitute
"forward-looking statements" within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995, and
are generally identifiable by the use of words such as "anticipate,"
"believe," "could," "estimate," "expect," "forecast," "intend," "our
ability to," "may," "plan," "predict," "project," "potential,"
"projected," "should," "will," "would," or other similar words, which
are generally not historical in nature. The forward-looking statements
speak only as of the date hereof, and we undertake no obligation to
publicly update or revise any forward-looking statements after the date
they are made, whether as a result of new information, future events or
otherwise.

Our forward-looking statements express our current expectations or
forecasts of possible future results or events, including our future
financial and operational performance and cash balances; revenue
efficiency levels; market outlook; forecasts of trends; future client
contract opportunities; contract dayrates; our business strategies and
plans and objectives of management; estimated duration of client
contracts; backlog; expected capital expenditures; projected costs and
savings; the potential impact of our Chapter 11 proceedings on our
future operations and ability to finance our business; our ability to
complete the restructuring transactions contemplated by our plan of
reorganization; projected costs and expenses in connection with our plan
of reorganization; and our ability to emerge from our Chapter 11
proceedings and continue as a going concern.

Although we believe that the assumptions and expectations reflected in
our forward-looking statements are reasonable and made in good faith,
these statements are not guarantees, and actual future results may
differ materially due to a variety of factors. These statements are
subject to a number of risks and uncertainties and are based on a number
of judgments and assumptions as of the date such statements are made
about future events, many of which are beyond our control. Actual events
and results may differ materially from those anticipated, estimated,
projected or implied by us in such statements due to a variety of
factors, including if one or more of these risks or uncertainties
materialize, or if our underlying assumptions prove incorrect.

Important factors that could cause actual results to differ materially
from our expectations include: the global oil and gas market and its
impact on demand for our services; the offshore drilling market,
including reduced capital expenditures by our clients; changes in
worldwide oil and gas supply and demand; rig availability and supply and
demand for high-specification drillships and other drilling rigs
competing with our fleet; costs related to stacking of rigs; our ability
to enter into and negotiate favorable terms for new drilling contracts
or extensions; our ability to successfully negotiate and consummate
definitive contracts and satisfy other customary conditions with respect
to letters of intent and letters of award that we receive for our
drillships; our substantial level of indebtedness; possible
cancellation, renegotiation, termination or suspension of drilling
contracts as a result of mechanical difficulties, performance, market
changes or other reasons; our ability to continue as a going concern in
the long term; our ability to obtain Bankruptcy Court approval with
respect to motions or other requests made to the Bankruptcy Court in our
Chapter 11 proceedings, including maintaining strategic control as
debtor-in-possession; our ability to confirm and consummate our plan of
reorganization; the effects of our Chapter 11 proceedings on our
operations and agreements, including our relationships with employees,
regulatory authorities, clients, suppliers, banks and other financing
sources, insurance companies and other third parties; the effects of our
Chapter 11 proceedings on our Company and on the interests of various
constituents, including holders of our common shares and debt
instruments; Bankruptcy Court rulings in our Chapter 11 proceedings as
well as the outcome of all other pending litigation and arbitration
matters and the outcome of our Chapter 11 proceedings in general; the
length of time that we will operate under Chapter 11 protection and the
continued availability of operating capital during the pendency of the
proceedings; risks associated with third-party motions in our Chapter 11
proceedings, which may interfere with our ability to confirm and
consummate our plan of reorganization and restructuring generally;
increased advisory costs to complete our plan of reorganization and our
ability to execute our business and restructuring plan generally; the
risk that our plan of reorganization may not be accepted or confirmed,
in which case there can be no assurance that our Chapter 11 proceedings
will continue rather than be converted to Chapter 7 liquidation cases or
that any alternative plan of reorganization would be on terms as
favorable to holders of claims and interests as the terms of our Plan;
our ability to access adequate debtor-in-possession financing or use
cash collateral; the potential adverse effects of our Chapter 11
proceedings on our liquidity, results of operations, or business
prospects; increased administrative and legal costs related to our
Chapter 11 proceedings and other litigation and the inherent risks
involved in a bankruptcy process; the cost, availability and access to
capital and financial markets, including the ability to secure new
financing after emerging from our Chapter 11 proceedings; and the other
risk factors described in our 2017 Annual Report on Form 20-F and our
Current Reports on Form 6-K. These documents are available through our
website at www.pacificdrilling.com
or through the SEC's website at www.sec.gov.

             

PACIFIC DRILLING S.A. (DEBTOR IN POSSESSION) AND SUBSIDIARIES

 

Condensed Consolidated Statements of Operations

(in thousands, except per share information) (unaudited)

 
Three Months Ended Six Months Ended June 30,
June 30, March 31, June 30,
2018 2018 2017 2018 2017
Revenues
Contract drilling $ 66,564 $ 82,069 $ 67,073 $ 148,633 $ 172,582
Costs and expenses
Operating expenses (55,968 ) (64,354 ) (64,988 ) (120,322 ) (125,436 )
General and administrative expenses (12,881 ) (17,204 ) (20,149 ) (30,085 ) (42,610 )
Depreciation expense   (70,070 )   (69,920 )   (69,863 )   (139,990 )   (139,494 )
  (138,919 )   (151,478 )   (155,000 )   (290,397 )   (307,540 )
Operating loss (72,355 ) (69,409 ) (87,927 ) (141,764 ) (134,958 )
Other income (expense)
Interest expense (17,211 ) (14,929 ) (50,388 ) (32,140 ) (100,399 )
Reorganization items (13,477 ) (12,032 ) (25,509 )
Other income (expense)   (223 )   593     496     370     (233 )
Loss before income taxes (103,266 ) (95,777 ) (137,819 ) (199,043 ) (235,590 )
Income tax expense   (478 )   (274 )   (247 )   (752 )   (2,323 )
Net loss $ (103,744 ) $ (96,051 ) $ (138,066 ) $ (199,795 ) $ (237,913 )
Loss per common share, basic $ (4.86 ) $ (4.50 ) $ (6.48 ) $ (9.36 ) $ (11.17 )
Weighted average number of common shares, basic   21,366     21,339     21,317     21,352     21,295  
Loss per common share, diluted $ (4.86 ) $ (4.50 ) $ (6.48 ) $ (9.36 ) $ (11.17 )
Weighted average number of common shares, diluted   21,366     21,339     21,317     21,352     21,295  
       

PACIFIC DRILLING S.A. (DEBTOR IN POSSESSION) AND SUBSIDIARIES

 

Condensed Consolidated Balance Sheets

(in thousands) (unaudited)

 
June 30, March 31, December 31,
2018 2018 2017
Assets:
Cash and cash equivalents $ 230,871 $ 264,450 $ 308,948
Restricted cash 8,500 8,500 8,500
Accounts receivable, net 37,593 49,193 40,909
Materials and supplies 85,377 86,223 87,332
Deferred costs, current 11,748 12,789 14,892
Prepaid expenses and other current assets   11,975     11,964     14,774  
Total current assets   386,064     433,119     475,355  
Property and equipment, net 4,522,148 4,585,463 4,652,001
Long-term receivable 202,575 202,575 202,575
Other assets   29,454     30,380     33,030  
Total assets $ 5,140,241   $ 5,251,537   $ 5,362,961  
 
Liabilities and shareholders' equity:
Accounts payable $ 15,134 $ 14,600 $ 11,959
Accrued expenses 27,467 27,863 36,174
Accrued interest 4,780 5,774 6,088
Deferred revenue, current   21,102     20,946     23,966  
Total current liabilities   68,483     69,183     78,187  
Deferred revenue 3,353 8,308 12,973
Other long-term liabilities   30,039     30,963     32,323  
Total liabilities not subject to compromise   101,875     108,454     123,483  
Liabilities subject to compromise 3,084,807 3,086,417 3,087,677
Shareholders' equity:
Common shares 214 213 213
Additional paid-in capital 2,367,630 2,367,187 2,366,464
Accumulated other comprehensive loss (14,107 ) (14,300 ) (14,493 )
Accumulated deficit   (400,178 )   (296,434 )   (200,383 )
Total shareholders' equity   1,953,559     2,056,666     2,151,801  
Total liabilities and shareholders' equity $ 5,140,241   $ 5,251,537   $ 5,362,961  
             

PACIFIC DRILLING S. A. (DEBTOR IN POSSESSION) AND SUBSIDIARIES

 

Condensed Consolidated Statements of Cash Flows

(in thousands) (unaudited)

 
Three Months Ended Six Months Ended June 30,
June 30, March 31, June 30,
2018 2018 2017 2018 2017
 
Cash flow from operating activities:
Net loss $ (103,744 ) $ (96,051 ) $ (138,066 ) $ (199,795 ) $ (237,913 )
Adjustments to reconcile net loss to net cash used in operating
activities:
Depreciation expense 70,070 69,920 69,863 139,990 139,494
Amortization of deferred revenue (5,853 ) (6,150 ) (5,118 ) (12,003 ) (36,197 )
Amortization of deferred costs 4,254 5,007 2,556 9,261 5,862
Amortization of deferred financing costs 8,310 16,401
Amortization of debt discount 314 619
Deferred income taxes (646 ) (1,762 ) (959 ) (2,408 ) (51 )
Share-based compensation expense 448 723 1,791 1,171 4,006
Reorganization items 2,170 4,707 6,877
Changes in operating assets and liabilities:
Accounts receivable 11,600 (8,284 ) 4,273 3,316 58,484
Materials and supplies 846 1,109 513 1,955 1,710
Prepaid expenses and other assets (458 ) 4,329 (8,531 ) 3,871 (10,026 )
Accounts payable and accrued expenses (6,294 ) (12,745 ) (10,687 ) (19,039 ) 5,734
Deferred revenue   932     (1,413 )   2,224     (481 )   7,072  
Net cash used in operating activities   (26,675 )   (40,610 )   (73,517 )   (67,285 )   (44,805 )
Cash flow from investing activities:
Capital expenditures (6,900 ) (3,888 ) (3,297 ) (10,788 ) (13,424 )
Purchase of available-for-sale securities           (4,000 )       (4,000 )
Net cash used in investing activities   (6,900 )   (3,888 )   (7,297 )   (10,788 )   (17,424 )
Cash flow from financing activities:
Payments for shares issued under share-based compensation plan (4 ) (37 ) (4 ) (191 )
Payments on long-term debt (10,058 ) (144,598 )
Payments for financing costs           (927 )       (3,591 )
Net cash used in financing activities   (4 )       (11,022 )   (4 )   (148,380 )
Net decrease in cash and cash equivalents (33,579 ) (44,498 ) (91,836 ) (78,077 ) (210,609 )
Cash, cash equivalents and restricted cash, beginning of period   272,950     317,448     507,395     317,448     626,168  
Cash, cash equivalents and restricted cash, end of period $ 239,371   $ 272,950   $ 415,559   $ 239,371   $ 415,559  
 

EBITDA and Adjusted EBITDA Reconciliation

EBITDA is defined as earnings before interest, taxes, depreciation and
amortization. Adjusted EBITDA is defined as earnings before interest,
taxes, depreciation, amortization and reorganization items. EBITDA and
Adjusted EBITDA do not represent and should not be considered an
alternative to net income, operating income, cash flow from operations
or any other measure of financial performance presented in accordance
with generally accepted accounting principles in the United States of
America ("GAAP") and our calculation of EBITDA and Adjusted EBITDA may
not be comparable to that reported by other companies. EBITDA and
Adjusted EBITDA are included herein because they are used by management
to measure the Company's operations. Management believes that EBITDA and
Adjusted EBITDA present useful information to investors regarding the
Company's operating performance.

             

PACIFIC DRILLING S.A. AND SUBSIDIARIES

 

Supplementary Data—Reconciliation of Net Loss to Non-GAAP EBITDA
and Adjusted EBITDA

(in thousands) (unaudited)

 
Three Months Ended Six Months Ended June 30,
June 30, March 31, June 30, June 30, June 30,
2018 2018 2017 2018 2017
 
Net loss $ (103,744 ) $ (96,051 ) $ (138,066 ) $ (199,795 ) $ (237,913 )
Add:
Interest expense 17,211 14,929 50,388 32,140 100,399
Depreciation expense 70,070 69,920 69,863 139,990 139,494
Income tax expense   478     274     247     752     2,323  
EBITDA $ (15,985 ) $ (10,928 ) $ (17,568 ) $ (26,913 ) $ 4,303
 
Add:
Reorganization items   13,477     12,032         25,509      
Adjusted EBITDA $ (2,508 ) $ 1,104   $ (17,568 ) $ (1,404 ) $ 4,303  
 

Corporate Overhead Expenses Reconciliation

Corporate overhead expenses is a non-GAAP financial measure defined as
general and administrative expenses less certain legal expenses related
to the arbitration proceeding and patent litigation, as well as legal
and financial advisory expenses related to debt restructuring efforts
incurred prior to the Petition Date. We included corporate overhead
herein because it is used by management to measure the Company's ongoing
corporate overhead. Management believes that ongoing corporate overhead
expenses present useful information to investors regarding the financial
impact of Company's cost savings measures and optimization of overhead
support structure during the periods presented below. Non-GAAP financial
measures should be considered as a supplement to, and not as a
substitute for, or superior to, financial measures prepared in
accordance with GAAP.

             

PACIFIC DRILLING S.A. AND SUBSIDIARIES

 

Supplementary Data—Reconciliation of General and Administrative
Expenses to Non-GAAP

Corporate Overhead Expenses

(in thousands) (unaudited)

 
Three Months Ended Six Months Ended
June 30, March 31, June 30, June 30, June 30,
2018 2018 2017 2018 2017
General and administrative expenses $ 12,881 $ 17,204 $ 20,149 $ 30,085 $ 42,610
Subtract:
Legal and advisory expenses   (1,542 )   (5,648 )   (6,400 )   (7,190 )   (12,468 )
Corporate overhead expenses $ 11,339   $ 11,556   $ 13,749   $ 22,895   $ 30,142  

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